10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

OMB APPROVAL

OMB Number: 3235-0070

Expires: July 31, 2022

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(Mark One)

☒     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2021

☐     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission File Number: 333-128758

Utilicraft Aerospace Industries, Inc

((Exact name of registrant as specified in its charter)

Nevada	20-1990623
(State or other jurisdiction of incorporation or organization).	(I.R.S. Employer Identification No.)
401 Ryland Street, Suite 200-A Reno, Nevada	89502
(Address of principal executive offices)	(Zip Code)

(214) 418-6940

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if change since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common	UITA	OTC Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days ☐ Yes     ☒ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files. ☐ Yes     ☒ No

SEC 1296 (05-19) Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large, accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes     ☒ No

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. ☐ Yes     ☐ No

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Total shares outstanding: 378,396,652 as of date: November 22, 2021

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FORWARD LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains not only statements that are historical facts, but also statements that are forward-looking (within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934).

Forward-looking statements are, by their very nature, uncertain and risky. These risks and uncertainties include the Company’s limited operating history; its limited financial resources; the success of our fundraising efforts; our ability to meet our obligations, continue as a going concern or realize on our assets, if necessary to meet liabilities; international, national and local general economic and market conditions; demographic changes; our ability to achieve, sustain, manage or forecast growth; our failure to correctly anticipate market trends; our ability to successfully make and integrate acquisitions; risks related to new product development and introduction; competition including the activities of competitors and the presence of new or additional competition; the failure to gain and/or loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; changes in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect technology and obtain and/or maintain key licensing arrangements, joint ventures and partnerships; and other risks that might be detailed from time to time in our filings with the Securities and Exchange Commission (the “SEC”).

Although the forward-looking statements in this Quarterly Report on Form 10-Q reflect the good faith judgment of our management, such statements are based on information available to management on the date hereof, and we assume no obligation to revise or publicly release any revision to any such forward-looking statement, except as may otherwise be required by law. Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. You are urged to carefully review and consider the various disclosures made by us in this report and in our other reports as we attempt to advise interested parties of the risks and factors that may affect our business, financial condition, and results of operations and prospects.

The following business and financial discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this filing.

As used herein, “UITA,” “we,” “our,” and similar terms include Utilicraft Aerospace Industries, Inc., unless the context indicates otherwise.

This report may contain additional trade names and trademarks of other companies. We do not intend our use or display of other companies’ trade names or trademarks to imply an endorsement or sponsorship of us by such companies, or any relationship with any of these companies.

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PART I FINANCIAL INFORMATION

ITEM 1. Financial Statements.

Utilicraft Aerospace Industries, Inc.
Condensed Balance Sheets
(Unaudited)
	September 30, 2021			December 31, 2020
	(Unaudited)			(Unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	4,639
Accounts Receivable		-
Inventory		17,313
Other Assets		20,000
Total current assets		41,952			-
PROPERTY & EQUIPMENT, NET (net of $485 accumulated depreciation)		14,962
Other Assets
Total Other Assets		-			-
Total assets	$	56,914		$	-
LIABILITES AND SHAREHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Loans Payable		62,500
Taxes Payable		-
Financial Loans Payable		-
Total current liabilities		62,500			-
Long Term Liabilities
Total Long Term Liabilities		-			-
Total liabilities		62,500			-
Commitments and Contingencies
Shareholders Loans		2,855			-
Preferred Stock
Series A convertible preferred stock: 25,000,000 shares authorized of $0,0001 par value, and 8,000,000 shares issued and outstanding on September 30, 2021, and December 31, 2020, respectively		800			800
Shareholders’ equity (deficit)
Common Stock: Common stock: $0,0001 par value: 475,000,000 shares authorized and 378,396,652 and 329,396,652 issued and outstanding as of September 30, 2021, and December 31, 2020		37,840			32,940
Additional Paid-in-Capital		3,823,941			3,779,841
Retained Earnings (loss)		(3,871,022	)		(3,813,581	)
Total shareholders’ equity (deficit)		(5,586	)
Total liabilities and shareholders’ equity (deficit)	$	56,914		$	-

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Utilicraft Aerospace Industries, Inc.
Condensed Statement of Operations
(Unaudited)
	For the Three Months Ended					For the Nine Months Ended
	September 30					September 30
	2021			2020		2021			2020
REVENUES	$	-		$	-	$	-		$	-
COST OF SALES		-			-		-			-
GROSS PROFIT		-			-		-			-
General and Administrative expenses		15,889			-		46,612			-
Board Members Fees		9,845			-		10,345			-
Depreciation Expenses		485			-		485			-
Total operating expense		26,219			-		57,441			-
Profit (Loss) from operations		(26,219	)		-		(57,441	)		-
OTHER INCOME (EXPENSES)
Interest Expense and amortization of debt discount		-			-		-			-
		-			-		-			-
Assets write-off		-			-		-			-
Debt wrtie-off		-			-		-			-
Statutory Limitations		-			-		-			-
Interest Income		-			-		-			-
Other Operational Income		-			-		-			-
Total other income (expense)		-			-		-			-
Income (Loss) from continuing operations		(26,219	)		-		(57,441	)		-
NET INCOME (LOSS)		(26,219	)		-		(57,441	)		-
Net income (loss) per share applicable to common stockholders - basic	$	(0.00	)	$	-	$	(0.00	)	$	-
Net income (loss) per share applicable to common stockholders - diluted	$	(0.00	)	$	-	$	(0.00	)	$	-
Weighted average number of common shares outstanding - basic		350,904,005			329,396,652		350,904,005			329,396,652
Weighted average number of common shares outstanding - diluted		350,904,005			329,396,652		350,904,005			329,396,652

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Utilicraft Aerospace Industries, Inc.
Condensed Statements of Shareholders' Equity (Deficit)
For the Twelve Months Ended on December 31 and December 2019 and 2020 and the Three and Nine Months ended on March 31, June 30, 2021 and September 30, 2021respectively
(Unaudited)
	Common Shares		Common Stock		Preferred Shares		Preferred Stock		Additional Paid in Capital		Commitments & Contingencies		Accumulated Deficit			Total Shareholders' Deficit
BALANCE, December 31, 2019		329,396,652	$	32,940		8,000,000	$	800	$	3,779,841	$	-	$	(3,813,581	)	$	-
Net Income (loss)														-			-
BALANCE, December 31, 2020		329,396,652	$	32,940		8,000,000	$	800	$	3,779,841	$	-	$	(3,813,581	)	$	-
Shareholders Loans																	-
Net Income (loss)																	-
BALANCE, March 31, 2021		329,396,652	$	32,940		8,000,000	$	800	$	3,779,841	$	-	$	(3,813,581	)	$	-
Shares Issued		45,000,000		4,500						24,500							29,000
Shareholders Loans												2,855					2,855
Net Income (loss)														(31,223	)		(31,223	)
BALANCE, June 30, 2021		374,396,652	$	37,440		8,000,000	$	800	$	3,804,341	$	2,855	$	(3,844,804	)	$	632
Shares Issued		4,000,000		400						19,600							20,000
Shareholders Loans																	-
Net Income (loss)														(26,219	)		(26,219	)
BALANCE, September 30, 2021		378,396,652	$	37,840		8,000,000	$	800	$	3,823,941	$	2,855	$	(3,871,022	)	$	(5,586	)

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Utilicraft Aerospace Industries, Inc.
Condensed Statements of Cash-Flows
(Unaudited)
	For the Nine Months ended on
	September 30
	2021			2020
	(Unaudited)			(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss)	$	(57,441	)		-
Adjustment to reconcile net income (loss) to net cash provided operating activities:
Equity Changes		-			-
Depreciation and amortization expense		-			-
Change in operating assets and liabilities:
Accounts payable and accrued expenses		-			-
Accounts receivable		-			-
Accrued interest		-			-
Accrued interest related party		-			-
Assets write off		-			-
Credit Card Payables		-			-
Deferred revenue		-			-
Inventory		(17,313	)		-
Notes Payable		-			-
Notes Receivable		-			-
Other assets write off		-			-
Other current assets		(20,000	)		-
Payroll payable		-			-
Security Deposits		-			-
Tax Payable		-			-
Shares		-			-
		-			-
Net cash provided by operating activities		(94,754	)		-
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid for assets acquisition		-			-
Net cash used in investing activities		-			-
CASH FLOWS FROM FINANCING ACTIVITIES
Bank Overdraft		-			-
Financial Loans Payable		62,500			-
Commitment & Contingencies		2,855			-
Proceeds from common stock issuance		49,000			-
Proceeds from Loans		-			-
Proceeds from notes payable		-			-
Net Cash provided by financing activities		114,355			-
NET CHANGE IN CASH		4,639			-
CASH, beginning of period		-			-
CASH, end of period	$	4,639		$	-
NON-CASH INVESTING AND FINANCING ACTIVITIES
Issuance of shares of common stock for convertible debt	$	-		$	-
Issuance of shares of common stock for conversion of preferred stock	$	-		$	-
Cancellation of shares	$	-		$	-
Loans issued to acquire fixed assets	$	-		$	-
Loan payable paid by related party	$	-		$	-
		-
SUPPLEMENTAL DISCLOSURES:
Cash paid for income taxes	$	-		$	-
Cash paid for interest	$	-		$	-

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6

Utilicraft Aerospace Industries, Inc

Notes to de Condensed Financial Statements

for the period ended on September 30, 2021

(Unaudited)

NOTE 1: NATURE OF ORGANIZATION

Utilicraft Aerospace Industries, Inc., was chartered with the State of Nevada on December 10, 2004, under Entity Number C33482-2004, Nevada Business ID: NV20041679917.

On January 21, 2010, the Company underwent on certain Subsidiary Acquisition Agreement with United Aircraft Development Partners, Inc (“UADP”) and therefore there was a Change in Control of the Company, all documents related to this paragraph are gathered hereto as Exhibit IV (page 10), however such Acquisition Agreement was terminated on June 15, 2010, by mutual consent of the parties and filed with the SEC as Form 8-K on June 16, 2010

On March 2, 2016 the Company filed to the SEC Form SC 13E3, under which the Company a proposed “going private” transaction implemented by the consolidation of the outstanding Common and Preferred Stock of the Company, among other reasons the Board of Directors believes that the cost associated with being a public reporting company in the US are not justified by the benefits to the Company and its shareholders, notwithstanding the foregoing the Company filed a Form 8-K on June 16, 2017 desisting of the previous filing under From SC 13E3.

However, the Company filed to the State of Nevada on March 1, 2016 the Action by Written Consent of the Shareholders of Utilicraft Aerospace Industries, Inc., in Lieu of Shareholders Meeting Amendment of the Articles of Incorporation executed on February 19, 2016, and such amendment despite of the Company desisted of the transaction accordingly Form 8-K, filed as of June 16, 2017, such amendment was not revoked, therefore it is supposed still enforced, although no FINRA approvement was found, and also the approved 1=2,500 = 129,090 shares of common stock reverse split, it seems was never applied, because the shareholder list remains with the previous shares count.

On February 11, 2021, the current Board Member Mr. Edward Vakser was appointed as President, CEO, Chairman of the Board of Directors, Corporate Secretary and Treasurer, the Company filed the Form 8-K on February 12, 2021.

Based on statement from the current Board Member, the Company had no activity since 2012 to nowadays.

NOTE 2: GOING CONCERN

Based on FASB’s guidance for this topic ASC 205-40 and PCAOB AS 2415, management understands that despite of no liquidity exists, no liabilities exist too. As of September 30, 2021, and December 31, 2020, the Company has accumulated losses of $3,871,022 and $3,813,581 respectively since inception. This raises substantial doubt about the Company’s ability to continue as a going concern.

The extent of the impact of the coronavirus (“COVID‐19”) outbreak on the financial performance of the Company will depend on future developments, including the duration and spread of the outbreak and related advisories and restrictions, and the impact of COVID‐19 on the overall economy, all of which are highly uncertain and cannot be predicted. If the overall economy is impacted for an extended period, the Company’s future operating results may be materially adversely affected.

Management’s plans include raising capital through the equity markets to fund operations and eventually generate revenue through its business; however, there can be no assurance that the Company will be successful in such activities. These consolidated financial statements do not include any adjustments relating to the recovery of the recorded assets or the classifications of the liabilities that might be necessary should the Company be unable to continue as a going concern.

NOTE 3: SUMMARY OF SIGNIFICANT ACCOUNT POLICIES

Principles of Consolidation

The accompanying financial statements of Utilicraft Aerospace Industries, Inc., are limited to the Company due to there is no subsidiaries or controlled third companies.

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Basis of Presentation

The accompanying financial statements have been prepared by the Company in accordance with Generally Accepted Accounting Principles ("GAAP") in the United States of America. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles. The Company as elsewhere stated in this Notes had no activity since the year 2012 to the period ended on September 30, 2021.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to adopt accounting policies and make estimates and assumptions that affect amounts reported in the financial statements.

Carrying Value, Recoverability, and Impairment of Long-Lived Assets

The Company has no fixed assets, including property, equipment, and intangible assets. When available they will be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

Cash and Cash Equivalents

The Company considers all investments with a maturity date of three months or less when purchased to be cash equivalents. The Company had cash of $4,639 and $0 as September 30, 2021, and December 31, 2020, respectively.

Accounts Receivable and Allowance for Doubtful Accounts

The Company has no Account receivables. When available they will be recorded at the invoiced amount, net of an allowance for doubtful accounts. The Company will perform on-going credit evaluations of its customers and adjusts credit limits based upon payment history and the customers at such time credit worthiness, as determined by the review of their current credit information; and determines the allowance for doubtful accounts based on historical write-off experience, customer specific facts and general economic conditions that may affect a client’s ability to pay.

Other Assets

The Company has no other assets as of September 30, 2021, and December 31, 2020, respectively.

Inventory

The Company has inventory of $17,313 and $ 0 as of September 30, 2021, and December 31, 2020, respectively. The inventory was recorded as cost and is composed of different materials used for pilot equipment.

Property and Equipment

The Company has $14,962 (net of depreciation $485) and $0 Property and equipment as of September 30, 2021, and December 31, 2020.

Maintenance and repairs will be charged to operations as incurred. Depreciation of property and equipment will be computed by the straight-line method (after taking into account their respective estimated residual values shown in the table below) over the estimated useful lives of the respective assets. Upon sale or retirement of property and equipment, the related cost and accumulated depreciation will be removed from the accounts and any gain or loss will be reflected in statements of operations.

ASSET	PURCHASE PRICE		PURCHASE DATE	LIFE (years)		METHOD	EXPENSES AS OF		ACCUMULATED DEPRECIATION AS OF		NET VALUE AS OF
							September 30, 2021		September 30, 2021		September 30, 2021
Furniture and equipment		1,947.42	07/23/21		5	SL		74		74		1,874
Furniture and equipment		4,900.00	08/06/21		5	SL		148		148		4,752
Vehicles		8,600.00	08/05/21		5	SL		264		264		8,336
TOTAL	$	15,447.42					$	485	$	485	$	14,962

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Beneficial Conversion Feature

The Company has neither asset nor liabilities subject to conversion feature. When available the conversion features of conventional convertible debt provide for a rate of conversion that is below market value at issuance, this feature is characterized as a beneficial conversion feature ("BCF"). A BCF will be recorded by the Company as a debt discount pursuant to Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 470-20 Debt with Conversion and Other Options. In those circumstances, the convertible debt will be recorded net of the discount related to the BCF, and the Company will amortize the discount to interest expense over the life of the debt using the effective interest method.

Embedded Conversion Features

The Company has no embedded conversion features. When available the Company will evaluate embedded conversion features within convertible debt under ASC 815 "Derivatives and Hedging" to determine whether the embedded conversion feature(s) should be bifurcated from the host instrument and accounted for as a derivative at fair value with changes in fair value recorded in earnings. If the conversion feature does not require derivative treatment under ASC 815, the instrument will be evaluated under ASC 470-20 "Debt with Conversion and Other Options" for consideration of any beneficial conversion features.

Derivative Financial Instruments

The Company has no derivative financial instruments. When available fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments, and measurement of their fair value for accounting purposes. In determining the appropriate fair value, the Company will use the Black-Scholes option-pricing model in assessing the convertible debt instruments, and management will determine if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt, the Company will continue its evaluation process of these instruments as derivative financial instruments.

Once determined, derivative liabilities will be adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. In addition, the fair value of freestanding derivative instruments such as warrants, will be also valued using the Black Scholes option-pricing model.

Fair Value of Financial Instruments

The Company has not financial instruments, however, when available will adopt the following criteria. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, based on our principal or, in the absence of a principal, most advantageous market for the specific asset or liability.

U.S. generally accepted accounting principles provide for a three-level hierarchy of inputs to valuation techniques used to measure fair value, defined as follows:

Level 1: Inputs that are quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity can access.

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability, including:

· quoted prices for similar assets or liabilities in active markets.

· quoted prices for identical or similar assets or liabilities in markets that are not active.

· inputs other than quoted prices that are observable for the asset or liability; and

· inputs that are derived principally from or corroborated by observable market data by correlation or other means.

9

Level 3: Inputs that are unobservable and reflect management’s own assumptions about the inputs market participants would use in pricing the asset or liability based on the best information available in the circumstances (e.g., internally derived assumptions surrounding the timing and amount of expected cash flows).

Financing Activities

The Company had $114,355 and $0, provided by financing activities for the period ended on September 30, 2021, and December 31, 2020.

Accounts Payable

The Company had no accounts payable for the period ended on September 30, 2021, and December 31, 2020.

Loans Payable

The company received for the period ended on September 30, 2021, $37,500 from Linz Management, Inc., and $ 25,000 from Clear Creek Consulting Group, Inc., at the time of closing these financials, no arrangements were made between the Company and the lender, no interest and no due date have been established

Revenue Recognition

The Company had no revenues for the periods ended on September 30, 2021, and December 31, 2020. When available the Company will adopt the rules as follows.

Effective January 1, 2018, the Company adopted the Financial Accounting Standards Board (“FASB”) standard update ASU 2014-09, “Revenue from Contracts with Customers” (“Topic 606”), which provides a principles-based, five-step approach to measure and recognize revenue from contracts with customers. Revenue is recognized when the following criteria are met:

● Identification of the contract, or contracts, with a customer;  

● Identification of the performance obligations in the contract;  

● Determination of the transaction price;  

● Allocation of the transaction price to the performance obligations in the contract; and  

● Recognition of revenue when, or as, we satisfy performance obligation.  

The adoption of this guidance did not have a material impact on the Company’s statement of operations, cash flows, and balance sheet as of the adoption date or for the period ended September 30, 2021.

For the period in the future the Company will meet the above criteria, thereby allowing for the recognition of revenue for the revenue on such transactions upon receipt.

The Company will periodically review for any expected period of substantial involvement under the agreements that provide for non-refundable up-front payments and fees. If ever applicable, we will adjust the amortization periods when appropriate to reflect changes in assumptions relating to the duration of our expected involvement.

The Company will recognize revenue on arrangements in accordance with ASC 606 Revenue Recognition. Revenue is recognized in the month the service (mostly hosting) is provided.

Income Taxes

The Company had no activity since 2012 then no taxes accrued. When available the Company will adopt the following procedure, to the period ended on Deferred tax assets and liabilities will be are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Additionally, the recognition of future tax benefits, such as net operating loss carryforwards, is required to the extent that realization of such benefits is more likely than not. Deferred tax assets and liabilities are determined using enacted tax rates expected to apply to taxable income in the years in which the assets and liabilities are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income tax expense in the period that includes the enactment date.

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In the event the future tax consequences of differences between the financial reporting bases and the tax bases of the Company's assets and liabilities result in deferred tax assets, an evaluation of the probability of being able to realize the future benefits indicated by such asset is required. A valuation allowance is provided for the portion of the deferred tax asset when it is more likely than not that some or all of the deferred tax asset will not be realized. In assessing the realizability of the deferred tax assets, management considers the scheduled reversals of deferred tax liabilities, projected future taxable income, and tax planning strategies.

The Company files income tax returns in the United States, which are subject to examination by the tax authorities in these jurisdictions. Generally, the statute of limitations related to the Company's federal and state income tax return is three years. The state impact of any federal changes for prior years remains subject to examination for a period up to five years after formal notification to the states.

Management will evaluate tax positions in accordance with ASC 740, Income Taxes. The Company is in the process to file tax returns for the years ended in 2018, 2019 and 2020 as soon as all financial statements are properly filed, therefore all of the Company's tax years since inception remain subject to examination by Federal and State jurisdictions.

Earnings Per Share

Basic net income per common share ("Basic EPS'') excludes dilution and is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income per common share ("Diluted EPS'') reflects the potential dilution that could occur if stock options or other contracts to issue shares of common stock were exercised or converted into common stock. The computation of Diluted EPS does not assume exercise or conversion of securities that would have an anti-dilutive effect on net income per common share.

NOTE 4: EQUITY

Transactions for the nine months ended September 30, 2021

On May 23, 2021, the Company issued 10,000,000 shares of common stock certificate 3140 (Rule 144) at par value of $0.0001 to Edward I Vakser, as reimbursement of $1,000 made since change of control.

On May 23, 2021, the Company issued 2,000,000 shares of common stock certificate 3141 (Rule 144) at par value of $0.0001 at $0.005 per share to Robert Clark, as reimbursement of $200 made since change of control.

On May 23, 2021, the Company issued 10,000,000 shares of common stock certificate 3142 (Rule 144) at par value of $0.0001 to Legacy Art Group, LLC, a company controlled by Mr. Edward Vakser, as reimbursement of $ 1,000 made since change of control.

On May 23, 2021, the Company issued 10,000,000 shares of common stock certificate 3143 (Rule 144) at par value of $0.0001 to Edward I Vakser, as reimbursement of $ 1,000 made since change of control.

On May 23, 2021, the Company issued 10,000,000 shares of common stock certificate 3144 (Rule 144) at par value of $0.0001 to NRG Inc., a company controlled by Mr. Edward I Vakser, as reimbursement of $ 1,000 made since change of control.

On May 23, 2021, the Company issued 1,000,000 shares of common stock certificate 3145 (Rule 144) at par value of $0.0001 at $ 0.005 per share to Earl Frederickson, as reimbursement of $ 100 made since change of control.

On May 23, 2021, the Company issued 1,000,000 shares of common stock certificate 3146 (Rule 144) at par value of $0.0001 at $ 0.005 per share to Stephen Hoffarth, as reimbursement of $ 100 made since change of control.

On May 23, 2021, the Company issued 1,000,000 shares of common stock certificate 3147 (Rule 144) at par value of $0.0001 at $ 0.005 per share to SAVM, Inc, as reimbursement of $ 100 made since change of control.

On July 6, 2021, the Company issued 2,000,000 shares of common stock certificate 631-295 (Rule 144) par value of $0.0001 at $0.005 per share to Richard Abe.

On July 6, 2021, the Company issued 2,000,000 shares of common stock certificate 631-296 (Rule 144) para value of $0.0001 at $0.005 per share to Kevin Patel.

11

NOTE 5: COMMITMENTS AND CONTINGENCIES.

During the normal course of business, the Company may be exposed to litigation. When the Company becomes aware of potential litigation, it evaluates the merits of the case in accordance with ASC 450-20-50, Contingencies. The Company evaluates its exposure to the matter, possible legal or settlement strategies and the likelihood of an unfavorable outcome. If the Company determines that an unfavorable outcome is probable and can be reasonably estimated, it establishes the necessary accruals. As of September 30, 2021, the Company is not aware of any additional contingent liabilities that should be reflected in the accompanying consolidated financial statements.

The company recorded $ 2,855 as Shareholder Loans under Commitments and Contingencies, due to is expected that such amount will be lately converted in shares of the Company’s common stock, accordingly to Management.

NOTE 6: SUBSEQUENT EVENTS AFTER SEPTEMBER 30, 2021

The Company has evaluated subsequent events that occurred through the date these financial statements were issued and has determined that no subsequent events have happened.

12

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 1A. Risk Factors.

As stated elsewhere in this report the company has no activity since 2012, and current management due to the pandemic situation was unable to start developing the Company business plan, and that actors that could cause subsequent delays in the Company goals and objectives.

Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations. Except as set forth below, as of the date of this Quarterly Report, there have been no material changes to the risk factors disclosed in the Super 10-K, except we may disclose changes to such factors or disclose additional factors from time to time in our future filings with the SEC.

Item 2. Management Discussion and Analysis of Financial Condition and Results of Operations.

The company has no activity since 2012.

Risks and Uncertainties

On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus (the “COVID-19 outbreak”). In March 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally. The full impact of the COVID-19 outbreak continues to evolve. The impact of the COVID-19 outbreak on the Company’s financial position will depend on future developments, including the duration and spread of the outbreak and related advisories and restrictions. These developments and the impact of the COVID-19 outbreak on the financial markets and the overall economy are highly uncertain and cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Company’s financial position may be materially adversely affected. Additionally, the Company’s ability to complete its plans may be materially adversely affected due to significant governmental measures being implemented to contain the COVID-19 outbreak or treat its impact, including travel restrictions, the shutdown of businesses and quarantines, among others, which may limit the Company’s ability to have meetings with potential investors or affect the ability of a potential target company’s personnel, vendors and service providers to negotiate and consummate an initial business plan in a timely manner. The Company’s ability to consummate an initial business plan may also be dependent on the ability to raise additional equity and debt financing, which may be impacted by the COVID-19 outbreak and the resulting market downturn. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Off-Balance Sheet Arrangements

We did not have any off-balance sheet arrangements as of September 30, 2021.

Contractual Obligations

We do not have any long-term debt obligations, capital lease obligations, operating lease obligations, purchase obligations or other long-term liabilities.

13

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized

	UTILICRAFT AEROSPACE INDUSTRIES, INC
Date: November 22, 2021	By:	/s/ Edward Vakser
	Name:	Edward Vakser
	Title:	Chief Executive Officer
Date: November 22, 2021	By:	/s/ Edward Vakser
	Name:	Edward Vakser
	Title:	Chief Financial Officer

14

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO RULES 13a-14(a) AND 15(d)-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS

ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Edward Vakser, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Utilicraft Aerospace Industries Inc., for the period ended on September 30, 2021
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, considering the circumstances under which such statements were made, not misleading with respect to the period covered by this report.
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.
4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

(a)	Designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared.
(b)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(c)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors:

(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 22, 2021	By:	/s/ Edward Vakser
	Name:	Edward Vakser
	Title:	Chief Executive Officer

EX-31.2

EXHIBIT 31.1

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO RULES 13a-14(a) AND 15(d)-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS

ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Edward Vakser, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Utilicraft Aerospace Industries Inc., for the period ended on September 30, 2021
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, considering the circumstances under which such statements were made, not misleading with respect to the period covered by this report.
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.
4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

(a)	Designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared.
(b)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(c)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors:

(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 22, 2021	By:	/s/ Edward Vakser
	Name:	Edward Vakser
	Title:	Chief Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Utilicraft Aerospace Industries, Inc. (the “Company”) on Form 10-Q for the quarterly period ended September 30, 2021, as filed with the Securities and Exchange Commission (the “Report”), I, Edward Vakser, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as added by §906 of the Sarbanes-Oxley Act of 2002, that:

1.	The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.	To my knowledge, the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of and for the period covered by the Report.

Date: November 22, 2021	By:	/s/ Edward Vakser
	Name:	Edward Vakser
	Title:	Chief Executive Officer

EX-32.2

EXHIBIT 32.2

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Utilicraft Aerospace Industries, Inc. (the “Company”) on Form 10-Q for the quarterly period ended September 30, 2021, as filed with the Securities and Exchange Commission (the “Report”), I, Edward Vakser, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as added by §906 of the Sarbanes-Oxley Act of 2002, that:

1.	The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.	To my knowledge, the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of and for the period covered by the Report.

Date: November 22, 2021	By:	/s/ Edward Vakser
	Name:	Edward Vakser
	Title:	Chief Financial Officer